Ademi LLP is investigating Thoughtworks (NASDAQ: TWKS) for possible breaches of fiduciary duty and other violations of law in its transaction with Apax.
Thoughtworks shareholders will receive only $4.40 per share, which implies a total enterprise value of approximately $1.75 billion for Thoughtworks.
The transaction agreement unreasonably limits competing transactions for Thoughtworks by imposing a significant penalty if Thoughtworks accepts a competing bid. Thoughtworks insiders will receive substantial benefits as part of change of control arrangements.
We are investigating the conduct of Thoughtworks’ board of directors, and whether they are fulfilling their fiduciary duties to all shareholders.